Ordinance No. 13,735ORDINANCE NO. 13,735
AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF BAYTOWN,
TEXAS, AUTHORIZING AND DIRECTING THE CITY MANAGER TO
EXECUTE AND THE CITY CLERK TO ATTEST TO THE SECOND
AMENDMENT TO THE CHAPTER 380 ECONOMIC DEVELOPMENT
AGREEMENT WITH GOOSE CREEK LIVE -WORK, LLC; MAKING OTHER
PROVISIONS RELATED THERETO; AND PROVIDING FOR THE
EFFECTIVE DATE THEREOF.
******************************************************************************
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN,
TEXAS:
Section 1: That the City Council of the City of Baytown hereby authorizes and
directs the City Manager to execute and the City Clerk to attest to the Second Amendment to the
Chapter 380 Economic Development Agreement with Goose Creek Live -Work, LLC. A copy of
the amendment is attached hereto, marked Exhibit "A," and made a part hereof for all intents and
purposes.
Section 2: This ordinance shall take effect immediately,6m and after its passage by
the City Council of the City of Baytown.
INTRODUCED, READ and PASSED by the affiote of the City Council of the
City of Baytown this the 12th day of April, 2018.
ATTEST:
LETICIA BRYSCH, ity Clerk
APPROVED AS TO FORM:
l�
IGNACIO RAMIREZ, SR. 'ty Attorney
DONCARLOS/, Mayor
cobfs0l•legal Karen• FilemCity Council Ordinances12018\April 1212ndAmendmentto380EconomicDevelopmentAgreementOrdinance4GooseCmkLive-WorkLLC doc
Exhibit "A"
SECOND AMENDMENT TO THE
CITY OF BAYTOWN / GOOSE CREEK LIVE -WORK, L.L.C.
CHAPTER 380
ECONONHC DEVELOPMENT AGREEMENT
STATE OF TEXAS
COUNTY OF HARRIS
This Second Amendment ("Second Amendment") to that certain Chapter 380 Economic
Development Agreement dated October 14, 2016, ("Agreement") by and between GOOSE CREEK
LIVE -WORK, L.L.C. (the "Developer") and the CITY OF BAYTOWN, TEXAS, a home -rule city and
municipal corporation, located in Harris and Chambers Counties, Texas (the "City") is made and entered
into on this _ day of April, 2018.
IRXSJ-v AIM
WHEREAS, the City and the Developer entered into the Economic Development Agreement (the
"Agreement") on October 14, 2016, in order to set out the terms of an economic development program to
stimulate business and commercial activity in the City; and
WHEREAS, the City and the Developer entered into the First Amendment to the Agreement (the
"First Amendment") on January 12, 2018, in order to provide the Developer an incentive to more rapidly
gain occupancy of the Project; and
WHEREAS, the Developer has requested that the Agreement be amended again in order to
extend the issuance date for the certificate of occupancy for sixty (60) days; and
WHEREAS, the City is amenable to the Developer's request pursuant to the terms and conditions
of this Second Amendment; and
WHEREAS, the terms of the Agreement shall remain in full force and effect except as
specifically altered by the terms of this Second Amendment;
NOW THEREFORE, for and in consideration of the promises and the mutual agreements set
forth herein, the Parties hereby agree to amend the Agreement as follows:
I.
Amendments
1.01 Section 5.01 "Commitment to Develop," Article V "Developer's Obligations" of the Agreement
is hereby amended to read as follows:
V. Developer's Obligations
5.01 Commitment to Develop.
a. The Developer hereby agrees to develop the Project in conformance with all
applicable laws, rules and regulations of the City and any other governmental
Second Amendment to the Chanter 380
Economic Development Agreement, Page 1
entity having authority over the Project, so that, upon approval by the Chief
Building Official of the City, the Project fully satisfies the Code in accordance
with a scope of work approved by the City Manager detailing the events and
times of completion of each event:
The design of the Project, including all necessary plans and
specifications must be (i) sealed by a professional engineer/architect
licensed in the State of Texas, (ii) finally completed and sufficient for
construction, and (iii) submitted for approval for both scope and design
by the City Manager on or before February 28, 2017.
2. The Project must be finally completed and the Developer must have
obtained a certificate of occupancy on or before June 30, 2018.
Prior to any construction activity, excluding asbestos abatement, interior
demolition and removal of mechanical equipment on the Property, the Developer
must obtain the written approval of the City's Director of Engineering and the
City Manager of the plans and specifications for the Project, which approval shall
not be unreasonably withheld, conditioned or delayed.
b. Compliance with the Code shall include, but not be limited to, performing
environmental cleanup of the Property if any is required; providing sealed
construction drawings; employing licensed professionals for those development
activities required to be made by a licensed professional pursuant to the Codes;
obtaining or causing to be obtained all required permits pursuant to the Codes;
obtaining and satisfying all required inspections; and obtaining a Certificate(s) of
Occupancy for the Project on or before June 30, 2018.
1.02 Section 6.03 "City's Improvements," Article VI "City's Obligations" of the Agreement is hereby
amended to read as follows:
Vl. City's Obligations
6.03 City Improvements. The City shall design and construct City Improvements if needed.
The City shall endeavor to complete the same on or before the issuance of the certificate
of occupancy for the Project. It is expressly understood and agreed that should the City
for any reason fail to complete the City Improvements on or before June 30, 2018, the
date for the Developer (i) to obtain its certificate of occupancy as required in Sections
5.01 and 7.02 and (ii) to make the Minimum Developer Investment as required by
Section 5.02 shall be extended until ten (10) days after the completion of the City
Improvements.
1.03 Section 7.02 "Failure of Developer to Meet Obligations," Article VII "Certificate of Compliance
and Recapture" of the Agreement is hereby amended to read as follows:
7.02 Failure of Developer to Meet Obligations. In the event that the Developer fails to obtain
a certificate of occupancy for the Project on or before June 30, 2018, the Developer shall
be in default and not withstanding any other rights provided to the City under this
Agreement, the City's obligations to make City Improvements and to pay any monies
under the Economic Development Grant shall be extinguished and the City may
terminate this Agreement.
Second Amendment to the Chanter 380
Economic Development Agreement, Page 2
II.
Miscellaneous Provisions
2.01 Recitals. The recitals set forth above are declared true and correct and are hereby incorporated as
part of this Second Amendment.
2.02 Definitions. Unless a different meaning clearly appears from the context, words and phrases as
used in this Second Amendment shall have the same meanings as in the First Amendment and the
Agreement.
2.03 Entire Agreement. The provisions of this Second Amendment, the First Amendment, and the
Agreement should be read together and construed as one agreement provided that, in the event of
any conflict or inconsistency between the provisions of this Second Amendment and the
provisions of the First Amendment and/or the Agreement, the provisions of this Second
Amendment shall control.
2.04 Interpretation. This Second Amendment has been jointly negotiated by the parties hereunder and
shall not be construed against a party hereunder because that party may have assumed primary
responsibility for the drafting of this Second Amendment.
2.05 Captions. Captions contained in the Agreement, the First Amendment, and the Second
Amendment are for reference only and, therefore, have no effect in construing the documents.
The captions are not restrictive of the subject matter of any section.
2.06 No Waiver. By this Second Amendment, the City does not consent to litigation or suit, and the
City hereby expressly revokes any consent to litigation that it may have granted by the terms of
this Second Amendment, the First Amendment, the Agreement or any other contract or
agreement or addenda, any charter, or applicable state law. Nothing contained in this Second
Amendment, the First Amendment, or the Agreement shall be construed in any way to limit or to
waive the City's sovereign immunity.
IN WITNESS WHEREOF, the parties hereto have executed this Amendment in multiple copies,
each of which shall be deemed to be an original, but all of which shall constitute but one and the same
amendment, this day of April, 2018, the date of execution by the City Manager.
CITY OF BAYTOWN, TEXAS
RICHARD L. DAVIS, City Manager
(Date)
Second Amendment to the Chanter 380
Economic Development Agreement, Page 3
ATTEST:
LETICIA BRYSCH, City Clerk
APPROVED AS TO FORM:
IGNACIO RAMIREZ, SR., City Attorney
GOOSE CREEK LIVE -WORK, L.L.C.
CHRISTOPHER PRESLEY
Member Manager
(Date)
ARTHUR A. PRESLEY, JR.
Member Manager
(Date)
STATE OF TEXAS
COUNTY OF
Before me, , the undersigned notary public, on this day personally
appeared Christopher Presley, the Managing Member of Goose Creek Live -Work, L.L.C.
known to me
proved to me on the oath of or
proved to me through his current {description of
identification card or other document issued by the federal government or any state
government that contains the photograph and signature of the acknowledging person)
(check one)
Second Amendment to the Chanter 380
Economic Development Agreement, Page 4
to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he
executed that instrument for the purposes and consideration therein expressed.
Given under my hand and seal of office this day of 2018.
Notary Public in and for the State of Texas
My commission expires: _
STATE OF TEXAS
COUNTY OF
Before me, , the undersigned notary public, on this day personally
appeared Arthur A. Presley, the Managing Member of Goose Creek Live -Work, L.L.C.
known to me
proved to me on the oath of or
proved to me through his current {description of
identification card or other document issued by the federal government or any state
government that contains the photograph and signature of the acknowledging person}
(check one)
to be the person whose name is subscribed to the foregoing instrument, and acknowledged to me that he
executed that instrument for the purposes and consideration therein expressed.
Given under my hand and seal of office this _day of )2018.
Notary Public in and for the State of Texas
COBFSOI LegaMaren Files.Contracts.Texas Avenue Apartments 380 Agreement\2ndAmendment.doc
Second Amendment to the Chanter 380
Economic Development Agreement, Page 5